Miles Prower: Dark Hero
by Gametime99
Summary: A decade after Sonic dies to save Tails, the two tailed genius creates a persona known as "The Dark Hero," and leads Superior Sonic and Shadow against the Eggman Empire. But, the devious Emperor Eggman is planning something... will freedom regin over Mobius once again, or will Eggman rule it like a god? Pairings: ShadowXRouge and TailsXCream.
1. Prologue: End of An Era

**Welcome, one and all, to my** **next Sonic project! This one was co-written with a good friend I made on fimfiction named VampDash. Well, let's begin.**

Prologue: End of an Era

"Oh, ho ho ho! Prepare to meet your end, rodent!" taunted Dr. Ivo 'Eggman' Robotnik from the cockpit of his newest creation, the Egg Rex, as he and his blue speed demon archenemy stood on a metal platform. The blue blur that was running from the beast was none other than the famous hero Sonic The Hedgehog but recently he has begun losing his edge. Most of Robotnik's creations have become as fast, if not FASTER, than Sonic could normally keep up with. Now this wouldn't be an issue as long as Sonic had some rings in handy but the course he was on was a bit lacking in the ring department.

_Gotta keep running... gotta get away!_ thought Sonic desperately as he tried to avoid the metal monster's missiles and claws, all while Eggman laughed his head off.

"I haven't had this big of a blast since I set that fire at the dynamite factory!" chuckled Dr. Eggman.

"So that was you!" yelled what sounded like the voice of a child no older than 9 or 10.

"Huh?!" said Eggman as bullets rained down upon the Egg Rex.

Flying into the battle arena in a high-tech fighter jet was a yellow fox with two tails wearing red and white shoes. His name was Miles Cornelius Prower, but because of his twin tails, which allowed him to fly like a helicopter, everyone called him Tails. His genius rivaled that of Dr. Eggman himself. But, rather than use it for world domination, Tails used his intelligence to create things that he hoped would one day make life better for everyone.

"Well if it isn't the little fox boy! Come to see my final victory I see!" snarled Robotnik.

"Not this time!" said Tails as he fired a missle at the Egg Rex.

Eggman simply smiled and pressed a button in his cockpit. Some kind of field eminated from the machine as the missile Tails fired was redirected back towards the Hyper Tornado. It made contact with the machine, sending it into an uncontrolable dive.

_Uh-oh! Time to punch out! _thought Tails as he triggered the eject button... only to find that it was disabled by the missile's impact.

_Oh, shit... so not good!_ thought Tails. He was trapped and the plane was doomed to crash, which would almost certainly kill him instantly.

Tails thought about what that would mean. His friends would be devastated. But, he would at last be reunited with his true love, Cosmo the Seedrian.

Then, something went thump on his plane's nose. Looking in that direction, Tails saw his hero, Sonic the Hedgehog, who had abandoned his attempt to escape in order to try to save Tails, and was currently pulling on the cockpit's glass.

"You're... not... clocking... out ... on my watch!" said Sonic as he pulled up on the glass.

Finally, after a few tense moments, Sonic managed to get the cockpit open.

"Get out of here, now!" said Sonic.

"But, Sonic-" protested Tails.

"No time to argue about this, Tails! Just go now!" yelled Sonic as Tails nodded and flew out of the cockpit.

_Good luck, buddy,_ thought Sonic as he turned around and closed his eyes. He knew there was no way to get away in time. Only one thought crossed his mind before the brutal, violent crash finally did what so many Badniks and battle mechs failed miserably to do.

_Amy... I love you._

As he made it to safety, Miles Prower turned around as he heard the crash. A look of the utmost horror on his face, Tails saw what he'd only seen in his worst nightmares: the body of his big brother, Sonic the Hedgehog, falling and landing, broken and lifeless, on a platform bearing the emblem of the Eggman Empire.

"No... no, please God, no!" yelled Tails as he began to break down completely.

Eggman, meanwhile, was doing a victory dance, complete with a song he'd made up.

_"I am the Eggman! That's what I am! I am the Eggman! I got the master plan!" _sang Dr. Eggman.

So consumed was Eggman by his triumph that he didn't see Tails fly down to where Sonic's body had landed and attempt to carry the hero's corpse...

...

"Tails! What's going on? I thought you and Sonic were going to take out Eggman's new base," said Knuckles over the radio as the young fox kit's ship entered the base of operations for the Freedom Fighters Against Eggman.

_"Mission failed,"_ said Tails, his voice more cracked than a sidewalk.

"Mission failed?!" yelled Knuckles, before a look of dawning comprehension dawned on his face. "No... please tell me it's a joke. Not that it's a very funny one, but still..."

Tails didn't reply. Knuckles, Amy Rose, Silver the Hedgehog, Cream the Rabbit and her pet chao Cheese, Blaze the Cat, Sally Acorn, and Antoine ran out to the docking bay, and found a sight none of them had hoped to ever see. Across Tails' back was the unmoving form of Sonic The Hedgehog. As gently as he could the yellow two-tailed fox laid the body down for all to see. All around him silence rang as he stared at the broken form that laid out in front of him.

Amy was the first one to break down and approach the body. She laid her head on the fallen hero's chest, a monsoon of tears falling on the chest of the man she loved. Even though his feelings towards her hadn't been mutual, she never had stopped loving Sonic. And she never would.

Right behind her was Sally. Unbeknownst to everyone but herself, Sally had developed a crush on Sonic herself. After fighting alongside him for years, there wasn't much she could've done about it.

Finally, one by one, the rest of the gang joined in Amy, Sally, and Tails' mourning. Without Sonic, Dr. Eggman's forces would begin to pick them off one by one until there was nobody left to stop him.

Tonight wasn't just the night the great hero Sonic the Hedgehog died.

Tonight was the night their old way of life was swept away.

Tonight was the calm before the storm.

And that storm was called "The Eggman Empire."

...

They say you can tell exactly how much a person was loved by how many people show up to their funeral. A week after he was taken from them, the Freedom Fighters, among over 200 million people and 37 million anthro woodland critters, gathered to say their final farewells to Sonic. In fact, so many people had come, they had to set up large TV screens so that everyone could see.

Of course, right up front, following alongside an open casket that bore the body of Sonic the Hedgehog, which was surrounded by flowers, was Tails, Knuckles, a devastated-looking Amy, Sally Acorn, Cream, and everyone else who had ever fought alongside him, save for Shadow the Hedgehog.

The casket made its way to a beautiful pavillion on a special island, which was in a lake located in the grassy meadows of the place known as Green Hill Zone, with special blue torches surrounding it. Sonic had loved to run around like a headless chicken there. Tails was sure he'd approve of being laid to rest there.

_One thing he probably wouldn't approve of, though, is the media circus that they made out of his funeral_, thought Tails, who tugged on the collar of his black suit.

As the priest began to read his usual spiel for funerals, Tails found absolutely no comfort in his words. Cream, who was sitting beside Tails, noticed the anguished look on his face and took hold of his hand. Tails smiled, and began to feel some kind of warmth in his chest.

Finally, the priest finished his sermon, and it was time for Tails to do Sonic's eulogy. Tails took the stage and began his speech.

"Sonic… what can I say about him that we already don't know?" Tails said as he tried to keep a steady breath. "I know you all expect a big… heroic speech about him but the truth is… Sonic was more than a hero. He was a friend, an ally, a brother. Nothing we can say or do will bring him back but one things for sure. He was, and always will be, the fastest thing alive."

As Tails descended the stage, he began to cry. He didn't even bother trying to stop. Why was the world, the universe, fate itself, so against him? First his parents, then Cosmo, and now Sonic. Everyone who he cared for all of a sudden seemed so distant. So far away from him…. and the one man behind it all was up in his base laughing at him…. LAUGHING AT HIS SORROW. Without a moments hesitation his tails flared to life and he flew off.

What Tails didn't see, however, was a dark figure dressed in a shady sort of outfit watching him go. Glowing red eyes were visible under the figure's wide-brimmed hat. Eggman had promised him that he would be the one who would end his pathetic copy. Like so many others, that promise had been broken.

_Once again, Ivo Robotnik has proven to be a truly inferior being. It truly was wise for me to sever ties with him,_ thought Metal Sonic.

Then, perhaps spurned on by this thought, an old memory surfaced... a race against his copy. Eggman, who had gone by Dr. Robotnik at the time, had pursued them both with a laser. When Sonic had made it to safety, Robotnik's laser had destroyed him, despite Metal Sonic's efforts to get in the bunker.

This recollection shed a new light on Eggman. He wasn't just an inferior being. He was a true threat to both organics and machines alike. He needed to be delt with by a superior being. Sonic the Hedgehog was never that being. He could've ended Eggman countless times, yet he'd let him live. Purely, it seemed, for the thrill of the game.

Metal Sonic knew what needed to be done. Now that his copy was dead and gone, the time had come to show the world that he was, and always has been, the better Sonic. No... he was the Superior Sonic. He would assume the life that had always been kept from him.

And that included becoming the new big brother of Miles Prower. Which included stopping him from his suicide mission.

With a new mission and purpose in his core processor, Superior Sonic slipped through the crowd, discarded his diguise, and pursued the vengeful fox kit.

...

Despite being fueled mostly by his fury, Tails' flight was short-lived as he crashed into a tree. However, all it managed to do was make him even more furious.

"Stupid tree!" He roared. He was ready to punch it when something metallic grabbed his arm.

_"That would be highly illogical and pointless organic."_ A deep voice told Tails. He slowly turned around and soon saw that the one beside him was-

"YOU!" Roared Tails he tried to kick Superior Sonic. However just as he did Superior Sonic nailed him in the gut and pinned him to the tree he was about to punch.

_"Now then. Calm down or I'll make you calm down." _ordered the metallic duplicate. Tails was fuming at the moment as he tried to squirm free.

"If you're here to kill me... then get it over with you piece of tin."

_"Hm? Now why would I kill you? What purpose would that serve besides ending your misery of course."_ said Superior Sonic.

"Because I'm that reminder that no matter what… you're still the inferior copy to Sonic."

_"Strange you mention him,_ _organic… isn't my copy now dead?"_

"What's it to you, faker? Here to rub it in?" snarled Tails.

_"Hardly. I'm here to make you an offer. You realize that if you enter Eggman's fortress guns blazing, there will be a death at a_ _funeral. Well_, _about a mile from the funeral," _said Superior Sonic with a shrug.

"Just get to the point, metalhead," growled Tails.

_"All right. Here's my offer. Let me finish your Freedom Fighter training. I will teach you everything I know. With our combined strength, Eggman will be poached, fried, and scrambled,"_ said Superior Sonic.

"And I suppose in return, you want to turn me into some kind of Metal Tails? Although, if I were a machine, it'd take the pain away..." said Tails thoughtfully.

Superior Sonic shook his head. "_To be honest, I'm not all that keen on there being another Tails robot... especially after what happened last time," _said Superior Sonic.

Tails shuddered. He remembered the Tails Doll incident all too well. Five innocent people dead, along with Mighty the Armadillo and his cousin, Ray the Flying Squirell. Plus there was that annoying "Can You Feel The Sunshine" song.

"Fine then… what do you want in return?" Tails grumbled.

_"To have a ally."_

...

_Metal Sonic, who, as Tails learned, had rechristened himself "The Superior Sonic," kept his word. For ten years he trained, learning various combat techniques, even some swordplay and gun-slinging._

_Meanwhile, there was no rest for the wicked. Hardly a week had passed before Dr. Eggman and his Badniks laid waste to the world. Westopolis, Metropolis, Station Square, Soleanna, every single city on the face of Mobius was dominated and converted to the ever growing Eggman Empire. The only thing that was left untouched was Green Hill. Even Eggman wasn't cruel enough to disturb his old foe's final resting place._

_Tails' old friends had given up the fight. With their hero gone and Tails missing, leadership fell into chaos, everyone arguing over who should fill Sonic's sneakers. Finally, they had all parted ways and began living their own lives._

_Knuckles returned to Angel Island, where it is rumored that he has tapped the Master Emerald and has consequently become the fourth incarnation of Enerjak._

_Amy has become a junkie living in a desolate city that is filled with nothing but crime and the Egg Pawns do nothing to stop them._

_Sally and Antoine have become nothing more than common thugs who disrupt things however and whenever they could, just_ _because they could._

_Blaze the Cat, on the other hand, fell in love with Silver the Hedgehog, a master of "psychokinesis" from the same timeline as her. The two married and are currently expecting a child._

_Also on the other hand, Shadow the Hedgehog, since G.U.N. went under Eggman's control, has taken up a job as a lumberjack. He's also dating Rouge the Bat, who is now an author of the bestselling Sonic the Hedgehog series. Even Eggman likes the books, since he feels_ _they remind him of all the blood, sweat, and crocodile tears he shed while trying to build the Eggman Empire._

_And finally, Cream the Rabbit. She's doing pretty well for herself as the owner of a pet shop, where she sold a variety of organic and roboticized creatures._

_Yet, despite their various fortunes and fates, they were all united in one thing: the secret desire of the downfall of the Eggman Empire at the hands of a hero as great as Sonic had been._

_Now, at last, after ten long years, their wishes_ _were about to be granted..._

**And so it begins! A bit more noir than Death of A Brother, but that's how me and VD roll. So, read and review and I'll see you real soon!**


	2. Chapter 1: Ten Years Later

**Welcome back! Enjoy!**

Chapter 1: Ten Years Later

We find Tails, no longer the shrimpy child genius from a decade earlier but rather a powerfully built fox of around twenty years old clad in black jeans with a black belt, on which was a sword, black boots, a black shirt, a black overcoat, shades, and a black fedora walking through the rainy meadows of Green Hill Zone. At last, after ten years of relentless training at the hands of Superior Sonic, he had the brawn to back up his brains.

As he looked around, he saw a group of rowboats sitting at Lake Sonic, obviously intended for people to go and honor Sonic if they so choosed. Tails took one of the rowboats and made his way to Sonic's Island.

...

As Tails got out of the boat and onto the marble steps, he noticed there was another boat. Thinking nothing of it, Miles looked around at the pavilion. The blue torches still burned, even in the rain. Dead in the center, was a statue of his fallen brother while on either side of him were openings. The one on the left led to a room telling of Sonic's life and death, whereas the one on the right led to Sonic's tomb.

As Tails made his way towards the right opening, he imagined the statue looking at him.

_About time you came to visit, Tails,_ it seemed to say.

"Sorry, Sonic... been busy," said Tails, his voice deeper and rougher than it had been when his hero died.

With that, he entered Sonic's tomb. The tomb was dark and borderline depressing to be in but all Tails could focus on was the flower-covered coffin that contained his fallen brother, which was illuminated by a sliver of light from outside, giving it an otherwordly glow.

"Hey there, big brother," Tails said with a somber tone. "I know I haven't been visiting a lot but I had a ton of things on my plate for a while," Tails stopped for a moment as he placed a hand on the shaft of his sword. He turned around and made sure no one was watching before he continued. "I got better. I got stronger and I can hold my own now. Nobody has to save me anymore… nobody has to suffer like you now." Tails finished by placing a gloved hand on the coffin.

"Bye big bro. See you around."

...

As Tails made his way out of the tomb, he noticed that somebody was getting the second boat ready to launch. It was a tan rabbit around his age wearing a red dress and brown sandals.

Tails' jaw dropped as he recognized the rabbit... and that feeling of warmth returned to his chest for the first time in ten years. "C-Cream? Is that you?" asked Tails.

Cream turned around to see who was talking to her. Tails was alarmed by how tired she looked. It took a moment for Cream to recognize who was garbed in black.

"T-Tails?" she said, a smile crossing her face.

Tails smiled and nodded. Before he could say anything more, Cream nearly knocked him onto his ass with a hug.

"YOU'RE BACK! OH, I CAN'T BELIEVE IT! WAIT UNTIL THE OTHERS HEAR ABOUT THIS!" she squealed.

"Cream! You're choking me!" gasped Tails.

Cream let go of Tails, looking kinda embarassed. "Sorry... but, where have you been all this time? And what's with the new outfit?" she asked.

"Me? What about you and the others? What's Doctor-" said Tails.

"Um... actually, I think that conversation would be better had behind closed doors," said Cream.

Tails had a feeling that Cream didn't want this info to fall into the wrong hands. "All right, then let's head to your place," he said.

...

Tails couldn't believe it. How on Mobius could his old friends have let their lives deteriorate so much? Amy a junkie in Empire City? Sally and Antoine mere thugs? To him, it seemed that only Shadow, Rouge, Blaze, Silver, and Cream were the only ones who had managed to keep everything together.

"So, a pet shop owner?" said Tails as he drank a bottle of pop.

"Yeah... granted, it's not much of a money spinner, but it pays the bills," said Cream. "So, you still haven't answered my question: where have you been the last ten years?"

Tails sighed. "Well, to be honest, I've been traveling the world. Training myself to be better and stronger. Teach myself the things Sonic never got the chance to teach me. So, when the time came, I could destroy Eggman and his empire," he explained, taking a sip of pop.

Cream sighed. "I'm not sure that's going to be enough, Tails," she said.

"Why? What's going on?" asked Tails.

Cream began to explain what _Emperor_ Eggman had been doing with his empire.

…

Meanwhile in the wilds of Angel Island an army was growing. An army that worshipped a being of immeasurable power.

That being was called... Enerjak. An echidna so powerful that some experts say he's a god in mortal form.

Some experts.

Everyone knows that Enerjak had come to Mobius three times. The third Enerjak, an echidna named Dimitri, to be honest, really should've quit while he was... ahead.

But, virtually no one outside of Angel Island knows that Enerjak has come again. Reincarnated inside the body of a great echidna hero and treasure hunter named Knuckles through the power of the Master Emerald, Enerjak planned to reign supreme over Mobius with The New Echidna Order. Only thing was, his men kept getting thwarted by Eggman robots.

"Idiots. These things are nothing more than simple machines and machines can be fooled." Enerjak said, his cape swishing behind his gold and black armored form. His face was concealled by a golden mask as his dreadlocks looked like tentacles behind him.

"These... _humans..._ are fools, and they always have been... even under Eggman's dictatorship, they fail to realize that their freedom died with Sonic the Hedgehog... I, the great Enerjak, shall expose their 'freedom' for what it truly is: a lie. A simple smokescreen that was blown away with Sonic," said Enerjak.

An echidna servant ran up to Enerjak. "My lord, I bring news," the servant said.

"Well, out with it! I've got a world to conquer, after all," said Enerjak.

"My lord... he's back. Miles Prower has been located in Station Square," said the servant.

Enerjak stiffened. "So, the little fox has come out of his hole... tell the troops that I will handle this myself," he said, before turning to a nearby mirror.

"But, Enerjak was a foe to Team Sonic," said the servant.

Enerjak chuckled as he took off his mask. "_Enerjak_ was an enemy... but, Knuckles the Echidna... well, that's another story. Go now," said Knuckles.

...

"So Eggman has everything under his rule, huh?" Tails said as Cream finished her tale.

"Well yes but… no one's been able to stop him. Sally and Antoine try but I don't think they understand why anymore. I'm scared Tails… what if no one can beat Eggman anymore." Cream said as she felt tears come to her eyes. Tails, unable to see Cream cry, hugged her. This surprised Cream but she returned the hug. It was so long since she felt the warmth of a friend hug her.

...

As he lay upon the couch at Cream's that night, Tails' mind was racing once again. But, rather than his latest, hopefully greatest, project, he was trying to figure out how he could fight the Eggman Empire without getting himself killed.

_The most obvious solution is to get the band back together, but part of me thinks they wouldn't want anything to do with the Freedom Fighters anymore,_ thought Tails, thinking of Silver and Blaze, who had a kid on the way, and of Amy Rose, whose life had deteriorated to the point where she'd started abusing alcohol and drugs, just so she wouldn't have to think about Sonic or her old friends.

The more Tails thought about it, the more hopeless and bleak his situation looked. He glanced at the entable, where a picture of his old hero and his old friends sat.

Suddenly, Tails recalled something Sonic had told him: _"Remember this, Tails: the night is always darkest just before the dawn. But nothing starts until you take action."_

"You're right," Tails whispered. He grabbed some paper and began to draw designs. "It doesn't matter where the old crew is now. All that really matters is what I can do to bring Eggman's quote unquote empire crumbling down. And maybe along the way I can put the band back together... but, it'll take more than laundry detergent to fix the problem this time."

Once Tails had finished his designs, he jotted down a quick note to Cream. Then, he slipped out into the streets, avoiding the SWAT Bots as he did so. Then he got a message off to Superior Sonic.

_Meet me at my old lab. It's time to gear up and crack Eggman open once and for all!_

…

_"Eggman my lord. We have a new reading from the temple."_

Emperor Eggman, who had been lounging on his throne, apparently bored, sat up and said, "Oh? What's going on there?" he said.

_"Sir... the Emerald's energies seem to be channeled towards a single subject. Strong liklihood that the Emerald's Guardian has at last tapped into the Emerald's power. Knuckles the Echidna may be a threat to the Empire. He may have a hand in the recent Echidna uprisings."_

"Of course he would do that. Wretched upstart always trying to interfere with my plans." Eggman said. "I want that Echidna tracked. If he so much as plans a pep rally, I want to know about it."

_"Yes, Emperor."_

Eggman looked at his computer screens. Knuckles was the only real potential threat to his Empire. Of course, there was Sally and that French buffoon, but they were mere insects. Insects that would be crushed once his new... _project..._ was completed.

Eggman knew nothing could stop him.

He'd already won.

**Whoo! After a really long time, this chapter is DONE! But, I wonder what "project" Eggman's working on? Stay tuned!**


	3. Chapter 2: Reunion

**Welcome! Let's begin!**

Chapter 2: Reunion

_Home again, home again,_ thought Tails as he walked through his old dusty workshop and home. There, in the corner, was the wreckage of the Tornado. Tails made a mental note to have the old plane upgraded and maintenanced. Resting on a windowsill was an empty flowerpot that once held the tiny sapling that had grown from the small white seed that Cosmo had left behind after…

Tails shoved the thought from his mind. He didn't need to think about death right now. He'd lost so much to the Grim Reaper. All that mattered was the plant had grown into a beautiful tree that was now growing in his backyard. Although, the weird bulge on the trunk was a little disconcerting.

"_This place must hold so many memories for you,"_ said a voice from behind Tails.

Tails whirled around with his sword drawn faster than blinking, only to find that it was only Superior Sonic.

"_Well done,"_ said Superior.

"Superior, you really shouldn't sneak up on people like that," said Tails as he put his sword back in its scabbard.

Superior Sonic chuckled. "_You should know by now that the time for politeness and niceties has passed. Why did you summon me?"_ he asked.

Tails sighed. "I'm going to take on the Eggman Empire. Because of Eggman, all of my friends' lives have deteriorated into complete messes. And let's not forget that he's the one responsible for Sonic's death," he said.

"_You are aware that Eggman controls virtually the entire planet. If you were to take a stand against him, there wouldn't be a place on Mobius where you'd be safe,"_ pointed out Superior.

"I know… but, I think I've designed something that might give me an edge," said Tails, pulling out the designs he created earlier at Cream's.

Superior Sonic looked the designs over. It appeared to be a suit of battle armor that seemed to grant the wearer enhanced abilities.

"_What is this?"_ asked Superior.

"If my math is right, and it always is, this suit of armor should not only keep my face hidden and provide protection, but also grant me enhanced strength, stamina, agility, and speed," explained Tails.

"_I see… but, even with this… Next Gen Battle Armor, you will most likely need assistance… I shall fight alongside you, my protege,"_ said Superior Sonic.

Before Tails could respond, a knock came from the door. "Tails? You in there?" called a familiar voice.

Tails smiled. It had been far too long since he had heard that voice. Far too long indeed.

"Better make yourself-" said Tails, before realizing Superior Sonic was already gone. Shrugging, Tails made his way towards the door and opened it.

Sure enough, on his doorstep was Knuckles the Echidna.

_When did he get here… and for that matter how did he find where I was staying? _Tails thought to himself but despite this he put a big smile on his face. "Knuckles?! Is that really you big guy?" Tails exclaimed as he patted Knuckles on the back. Knuckles just chuckled a bit.

"How have you been? When did you bulk up?" the burly echidna asked his old friend.

"You'd be surprised what you can accomplish in a decade. After Sonic kicked the bucket, I knew I had to become stronger if I had a chance against Eggman. So, I traveled the world, learned a few new tricks, and got better," explained Tails. "But, enough about me. What have you been up to? Still protecting the Master Emerald?" Tails joked a bit.

"Well, someone has to and not many others have my experience either... especially in these times," replied the red echidna.

"Of course, of course," replied Tails. "Why don't you come in? Stay awhile." he said.

"Sure," Knuckles answered as he stepped inside. Then, he plopped himself on the couch while Tails made some hot cocoa. As Knuckles sipped at the hot beverage, he looked at Tails closely. There was a new mysterious air about him. He wasn't the shrimpy mechanic that worked tirelessly on his plane anymore. No; he was a stronger, wiser, and more skilled fighter than that of the old Tails. "So, how long ago was it?"

Tails didn't answer right away. Then he said, "About five years prior to now. Why?"

Knuckles shrugged. "Just wondering." Tails sipped at his cocoa, glancing at the guardian. "There's something else, isn't there?" he asked.

Knuckles chuckled. "As a matter of fact, there is," he said, setting down his mug on the tea table. "I need your help."

Tails shook his head. "A lot of people need my help... Eggman's done so much to this world since Sonic died, and so many people have suffered because of him and his machines," he said.

"My people more than others."

"What do you mean?" asked Tails.

Knuckles sighed. "Once Eggman took control, my people sought to fight against him. They called themselves the 'Rascal Rebels' and, as you probably guessed, they were not the brightest bunch on the island."

"Let me guess," Tails halted the story, "They went into Eggman's base, guns blazing without a plan?"

Knuckles nodded. "Pretty much. They got beaten pretty badly. Only a few survivors came back with heavy injuries, and one of them died shortly after he came home."

Tails shook his head in despair. So many were dying just to try and stop Eggman, and not a single one of them had the same chance Sonic had had when he was still around... maybe no one could stop him after all...

_No, that's crazy talk, Tails... you have to beat him, and avenge Sonic... somehow,_ thought the young fox. "So... what does this have to do with me?" he asked the burly echidna.

"Well I'm making a group that's dedicated to taking him down. What do you say huh? It's what Sonic would want." Knuckles as he held out his hand in a fashion similar to a handshake.

"Well… it's a tempting offer… but I'm gonna have to decline Knuckles… sorry." Tails said and he meant it.

Knuckles' face fell. He'd been so sure Tails, having been closer to Sonic than any of the old crowd had been, would jump at the chance to avenge his big brother.

"I… I see. Well, Tails, it's been nice talking to you, but I have other business to attend to. I'm sure you understand," said Knuckles, standing up as he got ready to depart.

"Of course I do. As it turns out, I've got work to do as well. Things build up when you've been gone a decade you know," said Tails. Knuckles chuckled a little at this.

"Good to see that you still have a sense of humor kid." Knuckles said as he walked out the door. Tails smiled but once Knuckles was out of eye and ear shot his face became strict and angry.

"No more lives are gonna be lost to Eggman." Tails said as he headed up to his room. Opening his door he walked to his closet and opened it and pressed a panel, revealing a number pad. He then pressed the numbers 1-9-9-1 and a secret door opened. Revealing a prototype suit of armor.

The armor was made of flexible black plates, which were made of a specially modified version of kevlar that was not only as twice as durable, but twice as flexible. Underneath that was an exoskeleton designed enhance the attributes of the wearer by nearly double. On top of the armor was a jet black control helmet.

As the young fox looked over the armor, he could already tell that some improvements were going to be needed, thanks to the designs he'd come up with. But, for now, this would do.

...

"Status report on Project Phoenix?" Eggman asked one of his robot assistants.

"Well, Your Highness, the creature is still dormant. All things considered, that isn't surprising, and is responding very well to our programs. Most notably Software . exe. Hopefully we won't have a glitch like last time-"

"If there's a glitch I'm dismantling you… understood?"

"Y-yes sir."

**Uh-oh... I don't know if I like what the Emperor is building... anyways, sorry for the wait. Other things took precedence over this, but at long last the wheels are a-turning again! Stay tuned, and feel free to review, fav, and follow!**


End file.
